Builds off the scaled platform and the best practices from the GenOn
combination

Financial Highlights

Purchase price of $2,635 million (including $1,063 million of acquired
cash) implies transaction enterprise value of approximately $2,844
million after including $1,272 million of adjusted non-recourse debt
assumed

Expected full year 2014 Adjusted EBITDA of $330 million (or $140
million of pre-tax income) of which $185 million (or $39 million of
pre-tax income) is attributable to assets that are suitable for
drop-down to NYLD

Transaction anticipated to be credit neutral to NRG

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PRINCETON, N.J. & SANTA ANA, Calif.--(BUSINESS WIRE)--NRG Energy, Inc. (NYSE:NRG) has entered into a plan sponsor agreement
with Edison Mission Energy (EME), certain of EME’s subsidiaries, the
unsecured creditors committee, certain of EME’s unsecured noteholders,
and the parties to the Powerton and Joliet sale leaseback transaction to
acquire substantially all of the assets of EME, including its equity
interests in certain of its subsidiaries, for an aggregate purchase
price of $2,635 million (or $1,572 million net of $1,063 million
retained cash within EME). The aggregate purchase price, which is
subject to certain post-closing adjustments, will consist of
approximately 12.7 million shares of NRG common stock (valued at $350
million based upon the volume-weighted average trading price of the 20
trading days prior to October 18, 2013) with the balance to be paid in
cash on hand. In connection with the transaction, NRG will also assume
non-recourse debt of approximately $1,545 million, of which $273 million
is associated with assets designated as Non-Core Assets pursuant to the
asset purchase agreement.

EME and NRG have entered into an asset purchase agreement, dated October
18, 2013. The acquisition and transactions contemplated in the purchase
agreement will be consummated as part of an EME Chapter 11 plan of
reorganization to be sponsored by NRG. Each of EME’s major stakeholders
has agreed to support and pursue a Chapter 11 plan sponsored by NRG.

The assets to be acquired include:

EME’s generation portfolio, which consists of nearly 8,000 net MW of
generation capacity located throughout the US:

“Edison Mission Energy is a great fit with NRG, as virtually 100% of
their assets, their particular expertises and the balance of their
technologies deployed complement NRG’s own assets, personnel and
businesses,” said David Crane, President and CEO of NRG Energy. “We look
forward to working with EME’s employees, its management and its owners
to close this transaction expeditiously and ensure that the ensuing
integration achieves the best possible outcome for all concerned.”

“We are pleased to have reached this agreement with NRG, which maximizes
the value of our company for all of our stakeholders and paves the road
for our emergence from Chapter 11,” said EME President Pedro Pizarro.
“NRG is a leader in our industry, and its proposed acquisition of Edison
Mission Energy is a powerful affirmation of the reputation and
performance the men and women of EME have achieved over the past 25
years. We believe NRG and EME are a great fit operationally. We will
continue to operate our fleet of coal, gas and wind energy facilities as
we move through this transition and remain focused on ensuring safe and
reliable operations.”

Strategic and Financial Benefits

Growing NRG’s Clean Energy PlatformWith the transaction, NRG and
its affiliates will become the 3rd largest US-based
renewable energy generator within the US with over 2,900 net MW of
wind and solar capacity in operation or under construction. This
transaction will substantially increase both the scale and geographic
diversity of NRG’s renewable generation portfolio by almost
quadrupling NRG’s existing wind generation capacity with the addition
of 1,700 net MW of wind capacity, including 1,150 net MW of wind
outside of NRG’s existing renewable footprint in Texas and the
Southwest.

Significantly Expanding Opportunities for Future NYLD Drop-DownsThe
EME portfolio contains 2,600 net MW of fully-contracted generation, of
which 1,600 MW are under long-term contracts with credit-worthy
counterparties (with a weighted average remaining contract life of 14
years) – consistent with the profile of assets suitable for drop-down
to NYLD. This contracted portfolio is composed of 1,100 net MW of wind
capacity and the 500 MW gas-fired Walnut Creek facility, which
achieved final commercial operations during the summer of 2013.

Leveraging Operational Efficiency Programs to Improve Financial
PerformanceNRG expects to leverage key competencies built from
its successful GenOn integration to achieve cost synergies and
operational improvements that will significantly enhance the financial
performance of the portfolio. With EME’s coal fleet, NRG will further
capture commercial opportunities in PJM through its operational
improvement initiative.

Financial Terms – Purchase Price

The aggregate purchase price for EME’s assets and equity interests in
subsidiaries is $2,635 million. In addition, approximately $350 million
of the purchase price will be paid in the form of 12.7 million shares of
NRG common stock. NRG intends to fund the cash portion of the purchase
price using a combination of cash on hand and newly issued corporate
debt in an amount which permits continued adherence to NRG’s prudent
balance sheet management target metrics. Further, NRG expects to acquire
$1,063 million of cash and assume non-recourse debt of approximately
$1,545 million, of which $273 million is associated with assets
designated as Non-Core Assets pursuant to the asset purchase agreement.
The purchase price is subject to certain post-closing adjustments.

Financial Terms – Powerton/Joliet Lease (PoJo)

In connection with the transaction, NRG has agreed to certain financial
conditions with the PoJo lessor stakeholders subject to which an NRG
subsidiary will assume the PoJo leveraged each lease and NRG will
guarantee the remaining payments under each lease. In connection with
this agreement, NRG has committed to fund up to $350 million in capital
expenditures for plant modifications at Powerton and Joliet to ensure
Mercury and Air Toxics Standards (MATS) compliance. All monetary
defaults under each lease will be cured at closing.

Approvals and Time to Close

EME intends to file a motion to seek approval of the plan sponsor
agreement with the United States Bankruptcy Court for the Northern
District of Illinois (Bankruptcy Court) on October 18, 2013. The hearing
to approve the plan sponsor agreement is expected to occur on or before
October 25, 2013. EME will then file a motion to seek approval of a
Chapter 11 plan of reorganization (Plan) and a related disclosure
statement. EME intends to seek approval of the Plan during the first
quarter of 2014. Given the current pendency of matters with the
Bankruptcy Court, NRG intends to be circumspect in terms of the
immediate provision of additional information regarding the transaction.
If all matters before the Bankruptcy Court are resolved in accordance
with the current schedule, NRG expects to be in a position to answer
questions about the proposed transaction on its third quarter investor
call scheduled for November 12, 2013. Additional details regarding the
terms of the agreements are set forth in the Form 8-K and the
Registration Statement on Form S-1 filed by NRG with the Securities and
Exchange Commission (SEC), and the Form 8-K filed by EME with the SEC,
on October 18, 2013.

NRG expects to close the transaction in the first quarter of 2014. In
addition to the approval of the Bankruptcy Court, the transaction is
subject to customary closing conditions, including the effectiveness of
the registration statement and approval for the listing of the NRG
common stock on the NYSE, and receipt of regulatory approval by the
Federal Energy Regulatory Commission (FERC), the U.S. Department of
Justice and the Federal Trade Commission under the Hart-Scott-Rodino Act
and the Public Utility Commission of Texas. EME will also submit notice
of the acquisition to the California Public Utilities Commission.
Further, EME may continue to solicit alternative transaction proposals
from third parties through December 6, 2013.If EME’s board of
directors determines, consistent with its fiduciary duties, that another
proposal or proposals is better for EME and its stakeholders than the
terms of this transaction, NRG will have advance notice of EME’s
intention to terminate the purchase agreement. Under specified
circumstances, including if EME enters into or seeks approval of certain
alternative transactions, and following approval from the Bankruptcy
Court, NRG will be entitled to receive a cash fee of $65 million and
expense reimbursement to the extent the plan sponsor agreement and asset
purchase agreement are terminated.

On December 17, 2012, EME and several of its subsidiaries filed
voluntary petitions with the Bankruptcy Court under Chapter 11 of the
U.S. Bankruptcy Code. Since then, all EME facilities across the country
have maintained normal operations. The Chapter 11 cases are being
jointly administered under case number 12-49219 in the United States
Bankruptcy Court for the Northern District of Illinois. Additional
information about the restructuring is available at
edisonmissionrestructuring.com.

NRG has filed a registration statement (including a prospectus) with the
SEC for the offering of NRG common stock to which this communication
relates. The NRG common stock may not be sold nor may offers to buy be
accepted prior to the time the registration statement becomes effective.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy, nor shall there be any sale of NRG
common stock in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction. You should read the prospectus in that registration
statement and other documents NRG has filed with the SEC for more
complete information about NRG and this offering before making any
investment decision. You may obtain these documents for free by visiting
EDGAR on the SEC Web site at www.sec.gov.
Alternatively, the Company will arrange to send you the prospectus if
you request it by calling 609-524-4500 or emailing investor.relations@nrgenergy.com.

About NRG

NRG is leading a customer-driven change in the U.S. energy industry by
delivering cleaner and smarter energy choices, while building on the
strength of the nation’s largest and most diverse competitive power
portfolio. A Fortune 500 company, we create value through reliable and
efficient conventional generation while driving innovation in solar and
renewable power, electric vehicle ecosystems, carbon capture technology
and customer-centric energy solutions. Our retail electricity providers
– Reliant, Green Mountain Energy and NRG Residential Solutions – serve
more than 2 million residential and commercial customers throughout the
country. More information is available at www.nrgenergy.com.
Connect with NRG Energy on Facebook and follow us on Twitter @nrgenergy.

About Edison Mission Energy

With headquarters in Santa Ana, Calif., and offices in Chicago and
Boston, Edison Mission Energy companies own, operate and lease a
portfolio of more than 40 electric generating facilities that are
powered by wind, natural gas and coal, as well as an energy marketing
and trading operation.

NRG Safe Harbor Disclosure

This news release contains forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. Such forward-looking statements are
subject to certain risks, uncertainties and assumptions and include
NRG’s expectations regarding the anticipated benefits of the acquisition
of substantially all of the assets of Edison Mission Energy.
Forward-looking statements typically can be identified by the use of
words such as “will,” “expect,” “believe,” and similar terms. Although
NRG believes that its expectations are reasonable, it can give no
assurance that these expectations will prove to have been correct, and
actual results may vary materially. Factors that could cause actual
results to differ materially from those contemplated above include,
among others, general economic conditions, hazards customary in the
power industry, competition in wholesale and retail power markets, the
volatility of energy and fuel prices, the ability to obtain Bankruptcy
Court approval of any motions filed in connection with the Acquisition,
failure of customers to perform under contracts, changes in the
wholesale power and retail markets, and changes in government regulation
of markets and of environmental emissions. NRG undertakes no obligation
to update or revise any forward-looking statements, whether as a result
of new information, future events or otherwise. The foregoing review of
factors that could cause NRG’s actual results to differ materially from
those contemplated in the forward-looking statements included in this
news release should be considered in connection with information
regarding risks and uncertainties that may affect NRG’s future results
included in NRG’s filings with the Securities and Exchange Commission at www.sec.gov.

Edison Mission Energy Safe Harbor Disclosure

This press release contains forward-looking statements within the “safe
harbor” provisions of the Private Securities Litigation Reform Act of
1995. These statements reflect EME’s current expectations and
projections about future events based on EME's knowledge of present
facts and circumstances and assumptions about future events and include
any statement that does not directly relate to a historical or current
fact. The words "expects," "believes," "anticipates," "estimates,"
"projects," "intends," "plans," "probable," "may," "will," "could,"
"would," "should," and variations of such words and similar expressions,
or discussions of strategy or plans, are intended to identify
forward-looking statements. Such statements necessarily involve risks
and uncertainties that could cause actual results to differ materially
from those anticipated.

Some of the risks, uncertainties and other important factors that could
cause results to differ from those currently expected, or that otherwise
could impact EME or its subsidiaries, include but are not limited to,
those described under the heading “Item 1A. Risk Factors” in EME’s most
recent Annual Report on Form 10-K and in subsequent Quarterly Reports on
Form 10-Q. In addition to the risks and uncertainties set forth in EME’s
SEC filings, the forward-looking statements contained in this press
release could be affected by, among other things: (i) the ability of the
Debtor Entities to continue as going concerns; (ii) the Debtor Entities’
ability to obtain Bankruptcy Court approval with respect to motions in
the chapter 11 case; (iii) the ability of the Debtor Entities to
prosecute, develop and consummate one or more plans of reorganization
with respect to the chapter 11 cases; (iv) the effects of the chapter 11
cases on the Debtor Entities and the interests of various creditors,
equity holders and other constituents; (v) Bankruptcy Court rulings in
the chapter 11 cases and the outcome of the cases in general; (vi) the
length of time the Debtor Entities may operate under the chapter 11
cases; (vii) risks associated with third-party motions in the chapter 11
cases, which may interfere with the Debtor Entities’ ability to develop
and consummate one or more plans of reorganization; (viii) the potential
adverse effects of the chapter 11 proceedings on the Debtor Entities’
liquidity or results of operations; (ix) the ability to execute the
Debtor Entities’ business and restructuring plan; (x) increased legal
costs and other expenses related to the Bankruptcy Filing and other
litigation; and (xi) the Debtor Entities’ ability to maintain contracts
that are critical to its operation, to obtain and maintain normal terms
with customers, suppliers and service providers and to retain key
executives, managers and employees.

Appendix Table A-1: 2014 Adjusted EBITDA Reconciliation

The following table summarizes the calculation of incremental Adjusted
EBITDA from EME assets for 2014 and provides a reconciliation to pre-tax
income:

Total EME

NYLD-Eligible

Assets

Pre-Tax Income

$140

$39

Depreciation & amortization

101

70

Interest Expense

66

66

Adjustment to reflect reported equity earnings

22

10

Adjusted EBITDA

$330

$185

EBITDA and Adjusted EBITDA are non-GAAP financial measures. These
measurements are not recognized in accordance with GAAP and should not
be viewed as an alternative to GAAP measures of performance. The
presentation of EBITDA and Adjusted EBITDA should not be construed as an
inference that NRG’s future results will be unaffected by unusual or
non-recurring items.

EBITDA represents net income before interest (including loss on debt
extinguishment), taxes, depreciation and amortization. EBITDA is
presented because NRG considers it an important supplemental measure of
its performance and believes debt-holders frequently use EBITDA to
analyze operating performance and debt service capacity. EBITDA has
limitations as an analytical tool, and you should not consider it in
isolation, or as a substitute for analysis of our operating results as
reported under GAAP. Some of these limitations are:

EBITDA does not reflect cash expenditures, or future requirements for
capital expenditures, or contractual commitments;

EBITDA does not reflect changes in, or cash requirements for, working
capital needs;

EBITDA does not reflect the significant interest expense, or the cash
requirements necessary to service interest or principal payments, on
debt or cash income tax payments;

Although depreciation and amortization are non-cash charges, the
assets being depreciated and amortized will often have to be replaced
in the future, and EBITDA does not reflect any cash requirements for
such replacements; and

Other companies in this industry may calculate EBITDA differently than
NRG does, limiting its usefulness as a comparative measure.

Because of these limitations, EBITDA should not be considered as a
measure of discretionary cash available to use to invest in the
maintenance and growth of NRG’s business. NRG compensates for these
limitations by relying primarily on our GAAP results and using EBITDA
and Adjusted EBITDA only supplementally.

Adjusted EBITDA is presented as a further supplemental measure of
operating performance. Adjusted EBITDA represents EBITDA adjusted for
mark-to-market gains or losses; asset write offs and impairments; and
factors which we do not consider indicative of future operating
performance. The reader is encouraged to evaluate each adjustment and
the reasons NRG considers it appropriate for supplemental analysis. As
an analytical tool, Adjusted EBITDA is subject to all of the limitations
applicable to EBITDA. In addition, in evaluating Adjusted EBITDA, the
reader should be aware that in the future NRG may incur expenses similar
to the adjustments in this news release.